Merger, Conversion or Consolidation of Collateral Agent. Any Person into which the Collateral Agent may be merged or converted or with which it may be consolidated, or any Person resulting from any merger, conversion or consolidation to which the Collateral Agent shall be a party, or any Person succeeding to the business of the Collateral Agent shall be the successor of the Collateral Agent pursuant to Section 6.3, provided that (i) without the execution or filing of any paper with any party hereto or any further act on the part of any of the parties hereto, except where an instrument of transfer or assignment is required by law to effect such succession, anything herein to the contrary notwithstanding, such Person satisfies the eligibility requirements specified in clauses (1) through (4) of Section 6.2 and (ii) prior to any such merger, conversion or consolidation, the Collateral Agent shall have notified the Issuers, each Priority Lien Representative and each Junior Lien Representative thereof in writing.
Appears in 3 contracts
Samples: Collateral Agency Agreement, Collateral Agency Agreement (Gogo Inc.), Collateral Agency Agreement (Gogo Inc.)
Merger, Conversion or Consolidation of Collateral Agent. Any Person into which the Collateral Agent may be merged or converted or with which it may be consolidated, or any Person resulting from any merger, conversion or consolidation to which the Collateral Agent shall be a party, or any Person succeeding to the business of the Collateral Agent shall be the successor of the Collateral Agent pursuant to Section 6.3, ; provided that (i) without the execution or filing of any paper with any party hereto or any further act on the part of any of the parties hereto, except where an instrument of transfer or assignment is required by law to effect such succession, anything herein to the contrary notwithstanding, such Person satisfies the eligibility requirements specified in clauses (1) through (43) of Section 6.2 and (ii) prior to any such merger, conversion or consolidation, the Collateral Agent shall have notified the IssuersBorrower, each Priority First Lien Representative Representative, the Second Lien Administrative Agent and each Junior Lien Representative the Trustee thereof in writing.
Appears in 3 contracts
Samples: Intercreditor Agreement (Alion Science & Technology Corp), First Lien Credit and Guaranty Agreement (Alion Science & Technology Corp), Intercreditor Agreement (Alion - BMH CORP)
Merger, Conversion or Consolidation of Collateral Agent. Any Person into which the Collateral Agent may be merged or converted or with which it may be consolidated, or any Person resulting from any merger, conversion or consolidation to which the Collateral Agent shall be a party, or any Person succeeding to the business of the Collateral Agent shall be the successor of the Collateral Agent pursuant to Section 6.35.3, provided that (i) without the no execution or filing of any paper with any party hereto shall be required or any further act on the part of any of the parties hereto, except where an instrument of transfer or assignment is required by law to effect such merger, conversion, consolidation or succession, ; (ii) anything herein to the contrary notwithstanding, such successor Person satisfies shall satisfy the eligibility requirements specified in clauses (1i) through (4iii) of Section 6.2 5.2 and the provisions of Section 5.5 and (iiiii) prior to any such merger, conversion or consolidation, the Collateral Agent shall have notified notify the Issuers, each Priority Lien Representative Company and each Junior Lien Representative thereof Trustee in writingwriting of such merger, conversion, consolidation or succession at or prior to the consummation thereof.
Appears in 2 contracts
Samples: Collateral Agency and Intercreditor Agreement (CBL & Associates Limited Partnership), Collateral Agency and Intercreditor Agreement (CBL & Associates Limited Partnership)
Merger, Conversion or Consolidation of Collateral Agent. Any Person into which the Collateral Agent may be merged or converted or with which it may be consolidated, or any Person resulting from any merger, conversion or consolidation to which the Collateral Agent shall be a party, or any Person succeeding to the business of the Collateral Agent shall be the successor of the Collateral Agent pursuant to Section 6.3; provided, provided that (i) without the execution or filing of any paper with any party hereto or any further act on the part of any of the parties hereto, except where an instrument of transfer or assignment is required by law to effect such succession, anything herein to the contrary notwithstanding, such Person satisfies the eligibility requirements specified in clauses (1) through (4) of Section 6.2 and (ii) prior to any such merger, conversion or consolidation, the Collateral Agent shall have notified the Issuers, each Priority Lien Representative Issuer and each Junior Lien Authorized Representative thereof in writing.
Appears in 2 contracts
Samples: Parity Lien Intercreditor Agreement, Parity Lien Intercreditor Agreement (Constellium N.V.)
Merger, Conversion or Consolidation of Collateral Agent. Any Person into which the Collateral Agent may be merged or converted or with which it may be consolidated, or any Person resulting from any merger, conversion or consolidation to which the Collateral Agent shall be a party, or any Person succeeding to the business of the Collateral Agent shall be the successor of the Collateral Agent pursuant to Section 6.34.3, provided that (i) without the execution or filing of any paper with any party hereto or any further act on the part of any of the parties hereto, except where an instrument of transfer or assignment is required by law to effect such succession, anything herein to the contrary notwithstanding, such Person satisfies the eligibility requirements specified in clauses (1) through (4) of Section 6.2 4.2 and (ii) prior to any such merger, conversion or consolidation, the Collateral Agent shall have notified the Issuers, each Priority Lien Representative Company and each Junior Parity Lien Representative thereof in writing.
Appears in 1 contract
Samples: Collateral Agency Agreement (Advanced Audio Concepts, LTD)
Merger, Conversion or Consolidation of Collateral Agent. Any Person into which the Collateral Agent may be merged or converted or with which it may be consolidated, or any Person resulting from any merger, conversion or consolidation to which the Collateral Agent shall be a party, or any Person succeeding to the business of the Collateral Agent shall be the successor of the Collateral Agent pursuant to Section 6.3, provided that (i) without the execution or filing of any paper with any party hereto or any further act on the part of any of the parties hereto, except where an instrument of transfer or assignment is required by law to effect such succession, anything herein to the contrary notwithstanding, such Person satisfies the eligibility requirements specified in clauses (1) through (43) of Section 6.2 and (ii) prior to any such merger, conversion or consolidation, the Collateral Agent shall have notified the IssuersBorrower, each Priority First Lien Representative Representative, the Second Lien Administrative Agent and each Junior Lien Representative the Trustee thereof in writing.
Appears in 1 contract
Samples: Intercreditor Agreement (Washington Consulting, Inc.)